Stockholders’ Equity | 8. Stockholders’ Equity As of December 31, 2018, convertible preferred stock consisted of the following: As of December 31, 2018 Preferred Stock Authorized Preferred Stock Issued and Outstanding Carrying Value Liquidation Preference Common Shares Issuable Upon Conversion Series A Preferred Stock 14,469,180 14,383,563 $ 10,487 $ 10,500 7,191,781 Series A-1 Preferred Stock 3,057,972 3,057,972 5,168 5,168 1,528,985 Series B Preferred Stock 9,537,276 9,485,863 36,839 36,900 4,742,924 Series C Preferred Stock 10,107,404 10,107,404 100,732 100,973 5,053,696 37,171,832 37,034,802 $ 153,226 $ 153,541 18,517,386 Upon completion of the IPO, all the outstanding shares of the Preferred Stock were converted into an aggregate of 18,517,386 shares of common stock. Common stock Each share of common stock entitles the holder to one vote on all matters submitted to a vote of the Company’s stockholders. Common stockholders are not entitled to receive dividends, unless declared by the board of directors. In March 2019, the Company filed an amended and restated certificate of incorporation in the State of Delaware, which, among other things, restated the number of shares of all classes of stock that the Company has authority to issue to 160,000,000 shares, consisting of (i) 150,000,000 shares of common stock, $0.001 par value per share, and (ii) 10,000,000 shares of preferred stock, $0.001 par value per share. The shares of preferred stock are currently undesignated. Stock-based compensation 2015 Stock Incentive Plan The Company’s 2015 Stock Incentive Plan (the “2015 Plan”) provided for the Company to sell or issue incentive stock options or nonqualified stock options, restricted stock, and other equity awards to employees, directors and consultants of the Company. The 2019 Stock Option and Incentive Plan (the “2019 Plan”) became effective in February 27, 2019. Upon effectiveness of the 2019 Plan, the remaining shares available under the 2015 Plan ceased to be available for issuance and no future issuances will be made under the 2015 Plan. The 2019 Plan provides for the grant of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock units, restricted stock awards, unrestricted stock awards, cash-based awards and dividend equivalent rights to the Company’s officers, employees, directors and consultants. The number of shares initially reserved for issuance under the 2019 Plan is 2,168,976, has increased on January 1, 2020 and will continue to increase each January 1 thereafter by 4% of the number of shares of the Company’s common stock outstanding on the immediately preceding December 31 or such lesser number of shares determined by the Company’s board of directors or compensation committee of the board of directors. 2019 Employee Stock Purchase Plan The 2019 Employee Stock Purchase Plan (the “2019 ESPP”) became effective on February 27, 2019. A total of 180,748 shares of common stock were reserved for issuance under this plan. In addition, the number of shares of common stock that may be issued under the ESPP automatically increased on January 1, 2020, and will continue to increase each January 1 thereafter, by the lesser of (i) 542,244 shares of common stock, (ii) 1% of the number of shares of the Company’s common stock outstanding on the immediately preceding December 31 or (iii) such lesser number of shares as determined by the administrator of the 2019 ESPP. No shares were issued under the 2019 ESPP in 2019. Stock Option Valuation The fair value of stock option grants is estimated using the Black-Scholes option-pricing model. The Company historically has been a private company and lacks company-specific historical and implied volatility information. Therefore, it estimates its expected stock volatility based on the historical volatility of a publicly traded set of peer companies and expects to continue to do so until such time as it has adequate historical data regarding the volatility of its own traded stock price. For options with service-based vesting conditions, the expected term of the Company’s stock options has been determined utilizing the “simplified” method for awards that qualify as “plain-vanilla” options. The expected term of stock options granted to non-employees is equal to the contractual term of the option award. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future. The Company typically grants stock options at exercise prices deemed by the Board to be equal to the fair value of the common stock at the time of grant. In the periods prior to the IPO, the fair value of the common stock has been determined by the Board at each measurement date based on a variety of different factors, including the results obtained from independent third-party appraisals, the Company’s financial position and historical financial performance, the status of development of the Company’s programs, the current climate in the marketplace, the illiquid nature of the common stock, the effect of the rights and preferences of the preferred stockholders, and the prospects of a liquidity event, among others. In the periods following the IPO, the fair value is determined based upon the quoted price of the Company’s common stock. The assumptions that the Company used to determine the grant-date fair value of options granted were as follows: Years Ended December 31, 2019 2018 Expected volatility 66.1% - 84% 46% - 55% Risk-free interest rate 1.42% - 2.54% 2.66% - 3.07% Expected term (in years) 5.50-6.25 5.81-6.25 Expected dividend yield — % — % Stock Options Activity A summary of the Company’s stock option activity and related information is as follows: Options Weighted Average Exercise Price Weighted Average Remaining Life (in Years) Aggregate Intrinsic Value Outstanding as of January 1, 2019 6,686,267 $ 7.50 9.2 68,167 Granted 2,543,902 8.7 Exercised (445,160 ) 1.41 Canceled (1,499,428 ) 8.15 Outstanding as of December 31, 2019 7,285,581 $ 8.15 8.7 5,075 Options exercisable as of December 31, 2019 1,900,395 7.3 8.1 2,158 Options vested or expected to vest as of December 31, 2019 7,285,231 8.2 8.7 5,075 The weighted-average grant date fair value of the options granted during the year ended December 31, 2019 and 2018 was $5.96 and $5.47 per share, respectively. As of December 31, 2019 there was $28.2 million of unrecognized compensation expense, which the Company expects to recognize over the weighted-average remaining term of 2.82 years. Restricted Common Stock During the year ended December 31, 2017, the Company signed agreements with seven employees to early exercise stock options covering 1,295,699 shares to convert such options to restricted common stock prior to the vesting of the underlying shares of common stock. The vesting conditions did not change. The consideration received due to the early exercises from the seven employees was recorded as a restricted share repurchase liability. As of December 31, 2019 and 2018, the outstanding balance of the restricted share repurchase liability was $0.0 million and $0.7 million, respectively. The following table summarizes the Company’s restricted common stock activity for the year ended December 31, 2019: Number of Restricted Shares Weighted-Average Grant Date Fair Value Issued and unvested as of January 1, 2019 328,624 $ 2.19 Vested (327,374 ) Issued and unvested as of December 31, 2019 1,250 $ 2.22 Stock- Based Compensation Expense The Company recorded stock-based compensation expense in the following expense categories of its consolidated statements of operations: Year Ended December 31, 2019 2018 Research and development $ 3,245 $ 1,309 General and administrative 6,823 5,655 $ 10,068 $ 6,964 |